Remembering to Feel
by OneTrueCombo
Summary: This is a Skullgirls fanfic starring Painwheel/Carol and Filia. It is set at the end of Painwheel's Story Mode. Without a home or purpose, can Carol find happiness? Can Filia repair their lost friendship?
1. Chapter 1

Remembering to Feel

The night air was cold against Carol's bare arms and legs. Brain Drain loomed over her, his metallic figure blotting out the full moon, his eyes gleaming in the darkness.

"Painwheel," he said. "Return to Lab 0… we have much to discuss."

For a moment, Carol didn't move. She had no home anymore, and with the Skull Heart destroyed, no sense of purpose… but if there was one thing she was certain of, it was that she would never let herself be used by this metal monster again.

"Do you really think you can control me?" Her eyes gleamed red with fury through the holes in her mask. "The truth is… you're next!"

With a howl of rage, Carol leapt towards Brain Drain, the blades of her Buer Drive whirring and gleaming in the moonlight. Brain Drain's eyes widened a moment, then he leapt back out of reach. Suddenly, flames burst to life from beneath his boots, and he rocketed into the air.

"Valentine was right," Brain Drain sighed. "Your control protocols have been shattered. I didn't believe it was possible, but in this state, you're useless to us."

"Useless?" Carol growled. "I'll make you wish you never even _tried_ to use me!"

The muscles of her arm writhed and bulged, and a barrage of spikes shot from her skin like a hail of arrows. Brain Drain swerved in the air to evade the barrage, but a stray spike struck his shoulder and lodged in the joint with a steely _clang_.

Irritated, Brain Drain pulled the spike from his shoulder and tossed it aside. "There's nothing to be gained from this petty brawl. I'll return when I've devised a method of fixing you."

Brain Drain turned his back to Carol and began to fly off. The Buer Drive spun furiously and carried Carol into the air like a propeller, but Brain Drain soon outpaced her and vanished into the night sky.

Carol landed on the side-walk, and her blades slowed and ceased to spin. Her breath rattled through her mask. Her rage at Brain Drain had pulled her from her depression, but only for a moment. She could have continued her flight, she considered, back to Lab 0 in pursuit of Brain Drain, but she knew that the coward would not be waiting there when she arrived. He would not come out of hiding until he was certain he held the advantage. Until then…

Carol didn't know _what_ she would do until then, or what she would do after, either. As Painwheel, she'd never stopped to consider the ends met by her fury. She'd never had the freedom to, or the clarity. Only now could she question what she would do if she succeeded in her vengeance.

A new kind of pain crept over her, hungry and cold. Loneliness. She had no home now, no friends, not even someone she could talk to. Moisture beaded in her eyes. Not even her parents would speak to her now, the people she had thought loved her most. She hung her head. A quiet sob escaped her mouth, muffled by her mask.

Suddenly, she realized someone was approaching her from behind. Her sorrow instantly staunched, she whirled towards the stranger and growled, on all fours, the Buer Drive poised over her head like the fangs of a viper, ready to strike.

Filia blinked and stepped back, her eyes wide and fearful. "Carol? Carol, do you remember me?"

Carol paused, and the Buer Drive dipped lower. "…Why are you here?"

Sampson twitched anxiously on Filia's scalp. "I told you before kid, this is a bad idea."

Filia's expression became more resolute. "I'm not giving up on this, Sampson. Not yet."

Carol bared her teeth. "Tell me why you're here! After what you've done to me, what makes you think I'd want to talk to you again?"

"I'm sorry," Filia stammered, on the brink of tears. "I don't remember what it was I did to you, but I know we were friends once. I'll probably never make it up to you, but… I'm lost, Carol. I have no idea who I am."

Carol sighed, and her voice softened. "You're not the only one who's lost, Filia. I've been Painwheel for so long, I can hardly remember who I was before."

Filia paused. "What was it I did to you?"

A memory surfaced, dull and foggy through the haze of Carol's past rage and pain…

"It doesn't matter," Carol said. "I just want my friend back."

Slowly, her motions stiff and awkward, Carol stood up straight and spread open her arms. Filia smiled, stepped forward and hugged her. For nearly a full minute, they embraced in silence.

"It's good to see you again, Carol," said Filia, choking back tears.

"Uh huh," Sampson grumbled, rolling his eyes. "This is all real sweet and all, but did you forget the bit where this girl tried to make lawn-trimmings out of you a few hours ago?"

Filia let go, frowning. "Carol wasn't _trying_ to hurt us. She was holding back. Couldn't you feel that?"

Carol looked at her feet. "Brain Drain had me under his control. I was so angry, constantly fighting his will, fighting for my freedom, and when I saw you and remembered what you did—" she broke off. "I lashed out, Filia. I could have killed you."

"Not likely," Sampson huffed.

"It's alright, Carol," said Filia. "We're past that now."

Carol's feet ached, and her stomach growled. "Could we go get some food? I'm getting hungry, and I'd like to rest a while. Somewhere quiet would be nice."

Filia smiled. "I know just the place. There's a little burger restaurant down the street. They're usually not very busy, but the food is very good, and they're not very pricey either."

A few minutes later, Filia had led Carol to the restaurant. Filia wore a white hat, covering Samson. Carol had gotten some funny looks from the owner, but apparently, being accompanied by Filia was enough to reassure him. That, or he simply too afraid to say anything. It was good enough for Carol, either way. There were no other customers there that late at night, and no music playing in that restaurant. Aside from the faint hum of the neon lights, the sizzle of the grill and the engine sound of an occasional passing car, the restaurant was silent.

Carol and Filia sat in the corner booth. When the waiter came, Filia set down her menu, looked up and smiled.

"A number three with a large fry, please. Oh, and a Diet Coke."

"Certainly!" The waiter scribbled down Filia's order, then paused, his eyes slowly drifting across the spikes in Carol's shoulders and the blades of the Buer Drive. "And," he stammered, "for your friend?"

Carol tapped the menu thoughtfully. "A double cheeseburger," she rasped. "No onions, please."

"Right away, ma'am."

The waiter walked off, a little too fast, like a mouse ducking out of sight. It hurt Carol a little, but Filia didn't seem to notice.

"Thanks for bringing me here, Filia. It's been a long time since I got to do something this normal."

Filia's smile finally faded. "You've been through a lot, haven't you, Carol? If you want to talk about it…"

Carol sighed. "That's probably for the best. I don't remember everything, but I remember an operating table. Bright lights. Scalpels. Some kind of blood transfusions. They told me my purpose was to find and destroy the Skullgirl. There was someone called Brain Drain, a cyborg. I didn't see him often, but his voice was always there, drowning out my thoughts. Every moment, I fought and raged against him, fought to push him out and take my mind back. I didn't really think I'd ever beat him, but I refused to give up."

Filia smiled, slightly embarassed. "That's pretty impressive, actually. I don't know if I could have been that strong."

Sampson's voice came from under Filia's hat, low and muffled. "Hold up a sec. Did you just say something about finding the Skullgirl?"

"That's right," said Carol. "And after I broke free of Brain Drain, I found her."

Suddenly, a pair of black tendrils lifted the hat and Sampson's yellow eyes gleamed out from under the brim. "The Skull Heart… where is it?"

"I destroyed it."

Filia gasped, and Sampson growled and ground his teeth.

Carol tilted her head, puzzled. "Wait, _you_ were trying to find it?"

"Sampson and I had been looking for a way to restore my memories," Filia explained. "We hoped the Skullheart might be the secret to remembering."

"Guess that's a wash now," Sampson grumbled, tucking back under the hat.

"It's probably for the best," said Carol. "I overheard a few conversations back at Lab 0, and everyone there seems convinced that the Skullheart was nothing but a force of destruction. I don't think anyone has ever wished on the heart without becoming a Skullgirl."

Filia paused, thinking. "I'll never really know who I was before, will I? I guess I've just got to figure out who I'm going to be."

"You're not alone in that," said Carol. "I don't know where I'm going just yet, but I know I can't go back."

Her gaze lingered on FIlia's face, her large, expressive eyes and her smooth skin. Filia met her eyes and didn't look away, but after a moment, she gave a sheepish smile.

"Uh… Carol? Are you going to take that mask off?"

Carol suddenly put a hand on her mask, as if she'd worn it so long she'd forgotten it was there. "I—" she stammered and broke off. "Filia, you have to understand that, those operations, the things they did… I don't think you really want to see what's under here."

"Come on, I don't expect you to try to eat with that thing on," Filia joked.

"You're sure about this?"

"I'm sure."

Carol gripped the mask, paused a moment, then pulled it off quickly, as if she was ripping off a bandage. Filia looked on without flinching, her expression slightly surprised. Scars formed an X across Carol's face and marked the top edge of her forehead. Her eyes were slightly dark and tired, as if sleep-deprived. Her expression was blank, waiting.

"Well? How do I look?"

"Uh…" Filia giggled. "Kinda cute, actually."

Carol frowned. "You're making fun of me."

"No, really, I'm not. It's just funny… even with those scars, you look just like I remember. Well, what I _can_ remember. It's not all clear to me, but we spent a lot of time together, didn't we?"

"Yeah." The slightest hint of a smile played on Carol's lips. "We did. You were the best friend I had." She chuckled. "I guess that much hasn't changed."

The waiter arrived and laid their plates on the table. "Eat up!" He seemed more relaxed now, perhaps because he could see Carol's face.

"Thank you," said Carol, the harsh edge beginning to slip from her voice.

"Thanks a lot!" Filia chimed in.

Carol waited and let Filia take the first bite. The scent of the burgers rolled up over her, warm and comforting. Carol took a small bite, and her eyes watered. She chewed quietly and swallowed.

Filia looked up from her burger. "Carol? Are you okay?"

"That's good," Carol said, trembling, on the verge of tears. "It's really good."

"Are you… crying?"

"At Lab 0, everything they gave me tasted like hospital food. I never got to eat anything like this. I never knew," she said, her voice cracking as she began to cry, "how much I could miss just feeling normal."

Sobbing, she set the burger down, rested her hands on the table and lowered her head. Filia took Carol's hand.

"It'll be alright, Carol. Really, it will. We've got each other now."

Carol wiped her eyes, sniffing. "When I tried to go back home, my parents didn't even recognize me, but somehow, you did. Even under my mask, you knew who I was."

Abruptly, Filia leaned across the table and seized Carl in a fierce hug. "I'm not going to forget you. No matter what happens, I'm never going to forget you again."

Carol embraced Filia. After a time, her sobbing quieted, and ceased, and she gently let go.

"Look at me," she said, chuckling. "Painwheel, Lab 0's ultimate weapon… and I'm sitting here bawling my eyes out while our burgers are getting cold."

Filia wiped Carol's tears with a napkin. "Painwheel's a dumb name, anyways. Carol suits you better."

Their spirits lifted, Carol and Filia tore into their burgers. Filia shared her fries, and occasionally, Sampson snuck down a thin tendril and pulled a fry up under Filia's hat.

Finished, Carol wiped a spot of ketchup from her lip. "I'll be back in a few. I just want to hit the restroom and wash my face. I think I've still got some tear-streaks on my cheeks."

Filia nodded, and Carol left. After a moment, Carol spoke to Sampson.

"You've been a little quiet through dinner. Is everything all right?"

"Thought I'd give you two a little time alone," Sampson answered, from beneath her hat. "Well, as alone as you ever get."

Filia smirked. "That doesn't sound like you at all. Normally you can't stand other people getting close to me."

"The Skullheart's gone now. It'll be back in seven years, but a lot can change in that time. It's got me thinking… I never told you about my last host, Dahlia, did I?"

"No. You never did."

Sampson paused. "This isn't the right time to get into it, but things didn't end well for Dahlia. I guess I want to see things go better for you. You and Carol really seem to like each other. Don't let that go to waste, kid."

Filia smiled again. "Believe me, I won't. She's a friend like no other."

Sampson didn't answer. A few moments later, Carol came out of the bathroom. Her face was slightly moist, and her bangs were damp, but she was smiling. The bell at the door jingled as they stepped out and began to walk aimlessly under the street-lights.

"Got any plans for tomorrow?" Carol asked.

Filia scratched her head, smiling sheepishly. "Well, I _was_ going to spend it searching for the Skullheart. Maybe we can hit the mall and do some clothes shopping instead? That qipao you're wearing's pretty stylish, but you don't have much else to wear, do you?"

Carol tugged at her qipao and scowled. "No. I'm pretty sick of this thing, anyways. It reminds me of a hospital gown."

"I should probably think about going back to school soon," said Filia. "I mean… that's what I ought to be doing right now. And my name might be in the school records, somewhere. Might be good start in finding out who I used to be."

"You shouldn't be too hard to find. It's not like 'Filia' is a very common name," Carol joked.

They kept walking. After a moment, Carol stopped.

Filia turned to face her. "What's up, Carol?"

"Just thinking about something we did together a while back. Before I was taken."

"Oh? I might remember if you tell me."

"It was the Forth of July. We were going to watch the fireworks together in the park, but for some reason, you wanted us to get there early, almost an hour before dark."

Filia's face lit up. "That's right! I wanted to get there early so we'd have time to walk over from the ice-cream parlor."

Carol smiled. "You've always had such a sweet-tooth. Your thighs are starting to show it."

Filia blushed and tugged down at her skirt, looking flustered. "Quit teasing me."

"Hey, don't worry about it. You look great."

"So, the fireworks? What got you thinking about that?"

Carol paused. "There was something I wanted to tell you while stood out there in the sunset, but I never did."

"Oh? What was it?"

"The way the golden light played on your skin…" Carol blushed intensely, grinning. "You looked really beautiful."

Filia stared, speechless. Even under the dim streetlights, a faint, rosy tinge showed on her pale cheeks.

Carol looked serious. "Earlier, in the restaurant… did you mean it when you said I looked cute?"

Filia didn't answer. After a moment, Carol stepped closer and put her hands on Filia's shoulders. Her hands were strong, but tender on Filia's soft flesh. She gazed into Filia's eyes as she moved closer, so close she could feel Filia's breath on her skin, could feel her breath quickly rising. She slowly closed her eyes and kissed Filia on the mouth.

Filia made a little noise, a kind of muffled sigh, leaned against Carol and slipped her arms around the small of Carol's back. After a moment, they broke away, flushed.

"Hey, Carol?"

"Yeah?"

"Back when we were going to school together, did I ever have any boyfriends?"

Carol thought. "No. You never did."

Filia smiled and lowered her eyes. "I think I know why, now."

Filia cocked her head and nibbled playfully on Carol's ear. Carol gasped, and her knees shuddered as Filia furiously kissed her neck, then worked her way up to Carol's mouth. Carol gripped the soft flesh of Filia's thigh as they kissed beneath the streetlights, and the pain, confusion and guilt that had surrounded them seemed dissipate like fog under warm sunlight.

As they kissed, Carol thought back on everything she'd been through to reach this moment, to be with the girl she loved and who loved her, and somehow, it all seemed worth it.

AFTERWORD:

This is the first fanfic I've ever written, and I'm not sure whether or not I'll do any sequels to this. I have a couple of ideas, though.

-Something where Brain Drain comes back for Painwheel, and Filia and Painwheel battle him together.

-Something to address the possibility (hinted at in Painwheel's ending) that her Skullgirl blood might eventually corrupt her and turn her into the next Skullgirl. Specifically, Filia and Painwheel would meet up with Big Band and the rest of Lab 8 (sort of like in Big Band's Story Mode) and then Stanley Whitefin would perform some kind of text on Painwheel, discover her condition and work on a cure.

-Also, considering doing a Ms. Fortune x Minette yuri (possibly set in this same timeline) where Fortune rescues Minette from the Medici mafia after she's kidnapped (see Ms. Fortune's Story Mode Ending). Would involve a lot more fighting than you saw here, and Fortune would get to fight Cerebella, which I'm sure more than a few Skullgirls fans would _LOVE_ to see.

-Also… this is a big maybe, but I _might_ consider doing a Beowulf x Cerebella fic. Beowulf is absurdly hot for a guy who's nearly 40, and extremely likeable. I don't hate Cerebella (unlike many fans), but I see her as extremely misguided and someone who needs to get the hell away from Vitale and the rest of the mafia's influence. Plus, she's already a huge fan of Beo, so the groundwork is there. I'm a little reluctant about this ship due to the massive gap in age, but Beowulf is pretty much just a big kid anyways, so I might be able to overcome that.

If you're hoping for some Filia x Carol lemon content later in this work… that's uh, probably not going to happen. I know stuff got a little saucy at the end there with the neckin' and the thigh-grab and all, but these two are 15 years old. Come on, guys. The only way I could make it work would be to do a three-year time skip or something.

…Of course Ms. Fortune's 20 and Minette's age is never stated, so she _could_ be 18... and uh, that would make sense, seeing as how she's working as a waitress apparently full-time.

Just throwin' that out there.


	2. Chapter 2

_Chapter 2 Prelude_

Peacock's gaze slowly swept across the inside of the Grand Cathedral. Signs of a struggle were obvious—several pews were broken, there were blood stains scattered across the carpet and the pulpit was smashed to splinters—but whoever had fought here had vanished.

Peacock ground her teeth, letting off a hideous metallic grating, then whipped out an oversized pistol and fired three times, blasting the pew beside her into pieces. "WHERE THE HELL ARE ALL THE BAD GUYS!?"

Big Band looked up from studying a blood-stain. "Keep your cool, Little Bird."

Peacock whirled towards Big Band. "How am I supposed to do that!? Doctor Avian is—" she broke off a moment, tears glinting in the corners of her eyes-sockets. "The Doc is gone, Lab 8's wrecked, and now we don't even get the pleasure of smackin' down the goons that did it."

"I want to lay the hurt on those fools as much you do Peacock, but we've got to be smart about it," said Big Band. "The Theonite Resonance Detectors were going nuts on our way over here, but now I can barely get a beep out of them. That means the Skullgirl was here, and now she ain't. What's that tell you?"

Peacock squinted, confused. "...You're the brains of this outfit, remember?"

Big Band sighed. "It means that either someone busted in here and took down the Skullgirl before we could, or she left this place in a hurry."

Peacock sneered. "Nobody but _me_ coulda' beat the Skullgirl. I bet those Lab 0 chumps let her know we were coming, and they all vamoosed outta here."

Big Band shifted his massive bulk from one foot to the other. "I'm not gonna say you're wrong, since Lab 0 clearly helped the Skullgirl bust into Lab 8, but that doesn't explain what happened here. These pews look like someone took some kind of giant blade to them. There's blood everywhere, but not a corpse to be found, and no sign that someone dragged a body away either. Only someone with enhancements, like you or Valentine could have lost that much blood and walked off on their own, but besides us, who would have a beef with Valentine?"

Peacock shrugged. "Beats me."

Big Band turned away, scowling. "I'm gonna give this place a closer look. If I don't find anything, we'll fire up the Theonite Resonance Detector and beat a trail across the city until we get a sign. If the Skullgirl is still out there, she might be our only chance at tracking down Lab 0 again. It's the best we can do right now."

 _Maplecrest Mall, Two Days Later_

Carol and Filia sat at a table inside the mall's ice-cream parlor, each nursing a cone. Warm sunlight poured in through the mall's ceiling. Filia was wearing a straw hat, and Carol was wearing the outfit Filia had helped her pick out the day before.

It was a cute, if simple outfit; white knee-socks, black mary-janes and a loose, bright red dress with large, poofy sleeves… perfect for concealing the bits of the Gae Bolga that protruded from Carol's shoulders. The skirt concealed the points where the Gae Bolga entered her hips. She had detached the blades from her Buer Drive, and had concealed them in a cello case she kept at her side. She kept the stalk of the Buer Drive beneath her clothes, pressed flat against her back. Aside from the prominent scars on her face, there was nothing to suggest that Carol was any different from any of the other girls at the mall. It had been a wonderful day, but there was something troubling Carol, something she was almost afraid to bring up.

"Filia," she said, quietly. "You haven't gone to school looking for your records yet."

Filia looked up from her ice-cream, then laughed, slightly stiffly. "Oh? That's right, I was supposed to do that. But I guess you know how bad I am at remembering things, right?"

Carol didn't smile. "Is something holding you back? We can talk about it."

Filia sighed and looked down sadly at her ice-cream. "I'm just a little afraid, I guess."

"Afraid of what?"

Filia swallowed uncomfortably. "Afraid that what I learn might drive us apart."

Carol smiled and took Filia's hand. "I told you before, Filia, that nothing that came between us in the past matters anymore. You don't have to worry about losing me. You were willing to risk becoming a Skull Girl to learn who you were, right? Your memories must be important to you."

Filia paused. "You remember more than I do, right Carol?"

Carol shifted, a little uneasy. "That's right."

"Then tell me, please… just what was it I did to you?"

Carol averted her eyes. "Are you sure about this?"

"I just want to know who I used to be."

Carol released Filia's hand and took a breath. "Your last name is Medici."

Filia drew back, her expression puzzled. "Medici? As in—"

"The Medici Mafia."

Filia's hands shook, and her breathing became frantic. "Did I ever—"

"You didn't hurt anyone, or have anyone hurt, as far as I know. I don't think they let you have that much power, but the Medicis were the ones who took me and gave me to Lab 0."

Filia stared at Carol. "So… the only reason they knew you was because you knew me? If we hadn't been friends, they wouldn't have taken you?"

"I—" Carol broke off. "I don't know how exactly they choose who to take, but that's probably right. They came to take me right after we had a nasty argument, and when they took me, I assumed it was because you said something about it. But," she added, quickly, "I never knew that for certain, and I wasn't thinking clearly when I blamed you for it."

Filia sniffled, her eyes watering. "I think I've heard enough."

Carol winced. "Listen, Filia, I don't want you beating yourself up over something that probably wasn't even your fault. I wasn't thinking straight when I blamed you, okay? The Medicis taking me might not have had anything to do with the fight we had. Maybe they were worried that if you got too close to someone outside the Mafia, they'd lose control over you. Maybe they chose me for reasons that had nothing to do with you. It doesn't matter, because what happened is over, and now we have each other."

"Thanks, Carol." Filia wiped her eyes and smiled. "You're right. Whatever ugly secrets are lurking in my past, I'm done with them. It's what's here and now that matters."

Carol beamed. "That's right! And right now, in this moment, you need to finish eating your Triple Chocolate Chunk before it melts."

Filia looked at her ice-cream and giggled. "Good idea."

Carol and Filia continued eating their ice-cream. After a moment, Carol looked up.

"Hey, Filia. You've got a little chocolate on your face."

Filia wiped blindly at her cheek with a napkin. "Did I get it?"

"Not quite. Here, I'll get it."

Grinning, Carol leaned over and licked the ice-cream off Filia's cheek. Filia blushed and stared, her lips slightly parted. Absently, she raised her hand to her cheek.

"That was… nice of you. Thanks. But I think you might have missed some."

Carol smirked. "Hey, you're right. I think you've got some on your lips too."

Carol gave Filia a peck on the lips. Though the kiss was brief, it make Filia shiver.

"I think," she said, giggling, "you've got a little on you too."

"Really? Where?"

Filia suddenly reached out and bumped her ice-cream against Carol's cheek, smearing her skin with chocolate. Carol yelped from the cold and jumped back, laughing.

"What the hell, Filia?"

"Oh no!" Filia exclaimed theatrically. "Look what I've done now. Hold still so I can clean you."

Filia tucked a hand behind Carol's neck and peppered her cheek with a flurry of quick licks and kisses while Carol squirmed, giggling furiously and blushing bright red.

"Cut it out!" she said, half-heartedly pushing Filia back. "People are gonna stare."

"Mmm, I can't. You're too delicious."

Sampson grumbled from beneath Filia's hat. "You two are friggin' dorks."

Carol and Filia kept wrestling and giggling. Abruptly, a large drop of melted ice-cream fell from Filia's cone and landed on her upper thigh, just below the skirt. They stopped laughing. Carol watched the ice-cream begin to run down Filia's warm, soft thigh. Filia watched Carol staring at her leg, and after a moment, cracked a nervous grin.

"I, uh… I can get that one." She quickly dabbed up the ice-cream with a napkin.

Carol went back to eating her ice-cream, smiling and willing herself to stop blushing. Filia did the same, and the two shared a pleasantly awkward silence. When they finished their ice-cream, Filia stood up and dusted off her skirt.

"Anywhere else you want to go today?"

Carol started to answer, but stopped. There were two people weaving their way through the crowd, headed straight for her and Filia. One was a young girl, about thirteen, in a top-hat and a gothic Lolita dress. Her outfit was odd enough, but it looked like her eyes had been gouged out, and she had red, almond shaped eyes attached to the tops of her unnaturally thin arms. Just behind her was an enormous man in a trench-coat and a fedora. He was at least eight feet tall, and broad as a tank. A small, robotic arm jutted from the front of his coat, holding what looked like a Geiger counter.

"Filia," she said, uneasy, "I think those people are looking for us."

Peacock glanced over to Big Band. "You getting' warm yet, B.B.?"

Big Band nodded and looked from the Theonite Ressonance Dectector to Carol and Filia. "Red hot. It looks it's leading us straight to those two girls." He paused and squinted. "Wait a sec. Neither of those two looks like a Skullgirl. Something fishie's goin' on."

"Pssh. Valentine probably gave her plastic surgery to change her face or something." Peacock grinned. "Point is, we found her. Now let's beat her up!"

"Peacock, wait!"

Peacock ignored him and dashes towards Filia and Carol. Filia turned to greet her, smiling sheepishly.

"Uh, hi there. Can we help you with something?"

Peacock smiled wickedly and pulled a baseball bat out from beneath her hat.

Filia stepped back with an anxious chuckle. "Oh? Are you a… sports fan?"

"Alright," said Peacock, "which one of you schmucks is the Skullgirl? I wanna know which way to clobber. It's you on the left with the scars, right?"

"Skullgirl?" Filia squinted, puzzled.

Carol bared her teeth, furious. "You—" she flicked open her cello case, "—are ruining—" the shaft of her Buer Drive shot up out of the collar of her dress and snaked down into the case, "—our—" she pulled the blades from the case and held them whirling over her head, "—DATE!"

Big Band ran up, holding up a pair of enormous, metal hands shaped like trumpets. "Whoooa, can we all just take this down a notch? Look, my friend and I—"

Sampson abruptly devoured Filia's hat, revealing his glaring, toothy face. "Shut it, you over-sized xylophone. My host's girlfriend just told you to beat it. Now, grab your pint-sized ginger buddy and get the hell out of my sight!"

Filia gasped. "Sampson! What do you think you're doing?"

Big Band glared at Sampson and clenched his fists. "You are _really_ gonna wish you hadn't riled me."

"Yeah!" Peacock shouted. "Get ready to get stomped, Skullgirl! …Whichever one of you that is!"

Peacock swung her base-ball bat at Fillia's head, but Carol stepped between them and cut the bat to pieces with her Buer Drive. Big Band rushed forwards and threw a punch at Sampson. Sampson blocked the blow with his tentacles, but the force threw Filia off-balance.

Carol pressed her advantage, stabbing Peacock with her spikes from her hands, shoulders and feet. Peacock retaliated, jabbing a lit cigar at Carol's face. As Carol leaned back to avoid the cigar, Peacock whipped out an over-sized pistol. A robotic fist shot out of the barrel, knocking Carol flat. Carol hopped to her feet and fired a spike from her arm, but Peacock evaded the attack by summoning a wormhole in the floor and teleporting away.

While Carol fought Peacock, Filia and Sampson faced Big Band. Sampson lashed at Big Band with a flurry of spiky tentacles, but Big Band calmly blocked the attacks with a music stand. A drum-kicker popped out from beneath his trench-coat, and he stomped on it, striking Filia in the shin. Filia gasped at the pain, and Big Band kneed her in the stomach, then drop-kicked her in the chest, sending her flying. He rushed toward her to throw another massive punch, but Filia rolled out of the way and kicked Big Band in the back, staggering him. Sampson snapped out a pair of jaws and bit him, tearing his coat. Filia crouched and swung Sampson forwards, but Big Band blocked the strike and shoved Filia back. He wound up to throw another massive punch, when Carol leapt in front of him.

Carol drew back both arms, purple electricity flashing around her body. Big Band struck her straight in the face, but she didn't even seem to notice the blow. Big Band stared, shocked, and Carol struck him in the stomach with both fists, redirecting the force of his own blow. Big Band stumbled back, struggling for balance, but Carol didn't let him recover. She seized him with her Buer Drive and slammed a spiked shoulder into his chest. Peacock began to take aim at Carol with an over-sized pistol, but suddenly, Filia dropped low and Sampson sent a set of mass of tendrils shooting through the floor, drilling through the concrete. The tendril erupted beneath Peacock's feet, knocking her towards Big Band. Carol swept the Buer Drive under Big Band's feet, toppling him.

"Filia!" Carol shouted. "Get ready!"

Carol bent backwards, spikes jutting from her arms and legs to carry her like stilts, the Buer Drive whirling beneath her like an immense lawn-mower blade as she ran over Big Band and Peacock. The Buer Drive screamed as it clashed against Big Band's metal body again and again, battering him and filling the mall with the sound of sparking metal. Before they could recover, Sampson transformed into a giant cockroach, and Filia rocketed forwards, propelled by Sampson's wings, slamming into Big Band and Peacock and knocking them across the mall.

Peacock huffed and struggled to get back on her feet. "Hey Rust Bucket, is it just me, or are we actually losin'?"

Big Band wheezed. "It's not you. If I wasn't made of metal, I'm pretty sure I'd be in about fifty pieces by now."

"Stay down," Carol growled, a spike rising through the palm of her hand.

Filia looked down at her fallen opponents. "I'm not sure they could stand if they wanted to… wait, didn't one of them say something about the Skullgirl?"

Carol paused. "That's right." She pointed a finger at Peacock. "She seems to think I'm the Skullgirl."

Filia offered Peacock her hand. "I think this whole thing was just a silly mistunderstanding. Carol isn't the Skullgirl. In fact, she defeated the Skullgirl three nights ago."

Peacock took Filia's hand and pulled herself up, eyeing Carol suspiciously. "The Skullgirl's already bit the dust? So how come your friend here reeks of Theonite?"

Filia cocked her head. "Theonite? What's that?"

Big Band thrust out a small, beeping device. "See this? It's a Theonite Ressonance Detector. We use it to track Skullgirls, and for some reason, your friend has this thing lit up like a Christmas tree."

Carol looked down at the device. "That's odd… maybe when I killed the Skullgirl, traces of her presence clung to me? How else could—"

A sudden flashing pain shot through Carol, and she winced and groaned, clenching her fists.

"Carol!" Filia darted forwards and held Carol's shoulders. "Are you alright?"

Carol gasped. "I… I think so."

"What happened? Was it something that happened to you during the fight?"

Carol shook her head. "No, it wasn't from an injury. It… it felt like it came from inside me."

Big Band stood up, looking Carol over. "Those are synthetic Parasites, aren't they? You wouldn't happen to know anything about a group called Lab 0, would you?"

Carol stared, wide-eyed. "How do you know about Lab 0?"

"Peacock and I are Anti-Skullgirl soldiers from a place called Lab 8," Big Band explained. "We're sort of a sister team to Lab 0. Or, we were, before Lab 0 betrayed us and destroyed our lab. When you told me you took out the Skullgirl, I got the feeling you were an Anti-Skullgirl soldier like us."

Filia frowned. "So… Carol isn't the only person Lab 0 has hurt."

"Listen," said Big Band, "I know we got off on the wrong foot, but I'd like you two to come along with me. I've got a _really_ bad feeling about your friend's condition, and there's only one person I know who might have a chance at finding out what's going on here."

Filia turned from Big Band to Carol. "Well? Do you think we can trust them?"

Carol eyed Peacock uneasily. "I'm not sure we have a choice. Tell this one to keep her trigger-finger in check, and we'll come along."

Carol and Filia sat in the shattered remains of Lab 8, waiting for the test results along with the rest of Lab 8's members. Stanley Whitefin stared anxiously at a blood sample while Peacock sat on a stool in corner, puffing away at a cigar.

Filia frowned. "Aren't you a little young to be smoking?"

Peacock ignored her. "So what's up, doc? Figure out what's wrong with Stitches over here yet?"

Carol glared at Peacock. "It's Carol."

"Eh, close enough."

Stanley turned his head. "It would appear that the doctors of Lab 0 have injected Carol with blood taken from the previous Skullgirl."

"What!?" Filia exclaimed. "Why would they do that?"

"To enhance her power, I'd imagine," said Stanley. "In that aspect, the transfusion has certainly been effective, but—" he broke off.

"What's wrong?" Carol asked.

Stanley fidgeted with his glasses. "Perhaps I should speak to you alone about this?"

Filia took Carol's hand and drew her closer, as if to protect her. "It's alright, Carol. I'm here for you if you need me."

Carol gently squeezed Filia's hand back. "It's bad, isn't it?" she asked Stanely.

Stanley sighed. "Lab 0 took measure to prevent soul contamination, but they were reckless in their approach. The Skullgirl blood in your veins is slowly corrupting you, Carol. At this rate, you'll become the new Skullgirl within two months."

Carol didn't speak. She sat where she was, stiff, a blank expression frozen on her face. She was aware that she was still holding hands with Filia, but she felt numb. She had finally broken free from Brain Drain, finally found her way into the arms of someone she truly cared for, and now…

"What?" Her mouth was dry, and she felt dizzy.

Tears leaked from Filia's eyes. "Carol…"

Stanley raised his hands, fretting. "Now, there may be hope! Lab 0's contamination anti-measures have greatly reduced the extent of the damage. Since you never actually wished on the Skullheart, you are not yet bound to its influence. I believe there may be a method of undoing the contamination entirely."

Carol leaned forwards. "What is it? I'll do anything that stops me from turning." Her voice dropped and quaked, and she turned towards Filia, her eyes moist. "Anything that lets me stay here."

Stanley paused. "It's risky, very risky. There's no existing procedure for dealing with the condition you have, and if I had any other answers, I wouldn't even entertain this idea. Peacock's Argus Array produces Z-rays at a frequency which is designed to disrupt the essence of Skullgirls. Using her Argus as a power source, I should be able to apply small amounts of Z-ray radiation to an intravenous fluid. The radiated fluid would pass through your blood-stream, gradually destroying the contamination. The Z-rays would have a negative impact on your body as well, and would likely kill a normal human being, but Lab 0's treatments have given you a powerful regenerative ability. That gives me hope. Given a cautious dosage, a Z-ray fluid infusion may be able to save you."

Carol paused. "Then why do you seem so hesitant? If there's even a chance this will work, we should try it, right?"

Stanley lowered his eyes. "I'm not Dr. Avian. I'm not half the mind he was, and the procedure I'm suggesting is, as it stands, merely theoretical. If something goes wrong, I don't want to cost you the two months you have left."

Carol looked from Stanley to Filia, feeling lost.

"Perhaps the two of you would like some time to talk it over?" Stanely attempted to smile. "There's no need to rush. You can come back tomorrow and give an answer then, if you like."

Carol nodded and took Filia's hand. "I think we'll do that," she muttered. "See you in the morning, Stanley."

AUTHOR'S NOTES

So… this is becoming a multi-chapter affair. Dang. Didn't exactly plan on that.

So a couple things to clarify on. The prelude of this chapter takes place about an hour or so after Chapter 1. It's basically following Big Band/Peacock's story, except in this version, Peacock never actually spotted Marie.

Writing this chapter be like…

Heh, Peacock's such a dumbass.

Heh, Sampson's such an asshole.

For the record, I'm a Peacock main, so I reserve to right to call her a dumbass.

Also… yeah, I know that Stanley's Z-Ray fluid treatment is basically chemo. That doesn't mean that I'm trying to make some kind of cancer metaphors here. It was just the most logical solution, to me.

Hope you're enjoying the story so far! Will try to get the next chapter up within the next couple of weeks or so.


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